Support Terms

These support terms, including any attachments or other terms referenced herein (together the “Support Terms”) are subject to, and an integral part of the Software and Services Agreement (“SSA”) between Genezio and the Customer as defined in the foregoing SSA (“Agreement”). These Support Terms apply to the Software for which Genezio received payment of the corresponding Fees as per the Agreement. All capitalized terms not otherwise defined here will have the meaning specified in the Agreement. The Support Terms may be regularly updated by Genezio.

1. Definitions

• “Incident” means failure of the Software components to function in accordance with the specifications in the Documentation or the Order (as the case may be), excluding issues due to Customer’s misuse, other third-party applications, Customer Data, Customer Applications or Third-Party Services, or for those caused by Exclusions;
• “Downtime for Updates” means the period of time reserved by Genezio to apply, fix and update the Software as part of regular maintenance, according to the Genezio’s internal policies;
• “Service Requests” means a request from the Customer that does not meet the criteria for an Incident, and that is limited to information or advice on Software use instructions, activation, licensing, etc.;
• “Ticket” means the ticketing system used by Genezio to receive requests regarding Incidents and Service Requests, which will be communicated to the Customer.

2. Incident Support

First Line Support. Before submitting a Service Request, Customer will perform first line support for itself by investigating any connectivity, access permission, database provisioning or other issues related to its systems, networks or applications interacting with the Software.

Incident Support. During the Subscription Term, Genezio will provide support and maintenance for Incidents, by providing maintenance and technical support as follows.

Any support or maintenance services exceeding 8 hours/month, as well as any optional Services requested by the Customer, will be subject to additional charges at the hourly rate specified in the applicable Order or at a rate otherwise agreed in writing between the Parties.

Technical support may include, on a case-by-case basis, depending on the Incident, responses to diagnosis and rectification of Incidents such as workarounds or fixes.

3. Support Exclusions

Unless otherwise mutually agreed in writing, Genezio has no obligation to provide support to Customer if or for:

1. the Software components have been changed, modified or damaged by the Customer or by anyone other than Genezio without Genezio’s consent or knowledge or in breach of the Agreement;
2. the Incident is caused by Customer’s negligence, willful misconduct, use of the Software components in breach of the Agreements;
3. the Incident is due to a third-party software, Customer Data, Customer Applications or by Third-Party Services or by a Customer integration; or
4. Customer’s failure to comply with the Documentation, or to update the Software as required by Genezio,
5. Downtime for Updates;
6. Service Requests, and Incident Tickets made other than through the Ticket system (all of the foregoing being herein referred to as the “Exclusions”).

4. Priority Levels

The following support service levels are defined and apply:

* Genezio will provide Incident support during business days, Monday to Friday except national holidays in Romania (“Business Days”), between 9:00 and 18:00 EET during Business Days (“Working Hours”). The response times elapse only during Working Hours and Tickets remain on hold outside of these hours.

Official and supported language for submitting Tickets, communicating, and providing support is English (if the Customer's registered office is outside Romania) and Romanian (for Customers with a registered office in Romania). Tickets submitted in other languages will not be accepted.

The Customer will assess the impact, urgency and the perceived Priority Level of an Incident and add these details in the Ticket. Genezio will evaluate the Priority Level and confirm or recategorize it. Customer must submit Incidents and Service Requests to Genezio exclusively via Tickets.

Under the response times, Genezio will provide the first response to Incidents which will include re-evaluation or confirmation of Priority Level. Based on the confirmed Priority Level, Genezio will target the first response times noted above. Genezio will make commercially reasonable efforts to respond to Service Requests, but is not bound by the response times prescribed herein.

5. Support Cooperation

As a precondition for requesting Support, Customer agrees that it and its Users will use reasonable efforts to:

(i) to clearly understand the problem and provide the first line support before consulting Genezio; (ii) provide Genezio with sufficient information and data for Genezio to adequately address the potential problem; (iii) utilize sufficient resources to understand the instructions from Genezio in addressing the problem, and make reasonable attempts to correct the problem as suggested by Genezio.

The Customer acknowledges that the time required for resolution of Incidents may vary depending on the specific circumstances of each problem, including, without limitation, the nature of the Incident, the extent and accuracy of information available about the Incident, and the level of Customer’s cooperation and responsiveness in providing materials, information, access and support reasonably required by Genezio to adequately address the potential problem.